Upton is a small village in Nottinghamshire, England, 2 miles east of Southwell, 5 miles west of Newark and 3 miles south of Hockerton; it lies on the A612 Nottingham-Newark road. In 1889, the village was described as sitting on a bend in the main road, "on the summit of a hill which commands a fine view of the Trent Valley.... The church, which is a prominent feature in the landscape, has a substantial Perpendicular tower crowned by eight pinnacles, and having in the centre a lofty master pinnacle which rises above its neighbours, and so adds materially to the effect."
The village had a population of 425 at the 2011 census. The parish church of St Peter and St Paul is 13th century, built in the Perpendicular style. The tower of the church was also used as a dovecote. There is also a village hall and a public house. It is also the home of the British Horological Institute based at Upton Hall. What once was the village shop is now a private house.
Upton Mill was a wooden postmill built c. 1814. Still in use in 1905 the body of the mill had gone by 1911, the roundhouse being re-roofed and retained as a store.